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GlobeNewswire

BROOKFIELD, NEWS, Sept. 23, 2022 (GLOBE NEWSWIRE) — Brookfield Reinsurance (NYSE, TSX: BAMR) (“Brookfield Reinsurance” or the “Firm”) introduced right this moment {that a} particular basic assembly of its shareholders has been known as for November 9, 2022.

Background – Brookfield Association

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Brookfield Asset Administration Inc. (“Brookfield”) introduced earlier right this moment that its Board of Administrators has unanimously accepted the transaction for the general public itemizing and distribution of a 25% curiosity in its asset administration enterprise, via Brookfield Asset Administration Ltd. (the “Supervisor”) pursuant to a plan of association (the “Brookfield Association”) below the Enterprise Firms Act (Ontario). On completion of the Brookfield Association, holders of sophistication A restricted voting shares of Brookfield (“Brookfield Shares”) will obtain class A restricted voting shares of the Supervisor (“Supervisor Shares”) (or money in lieu of fractional shares) and Brookfield will change its identify to “Brookfield Company”.

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If the Brookfield Association is accomplished, Brookfield Reinsurance intends to undertake a particular dividend or distribution (the “Particular Distribution”) of Supervisor Shares to the holders of its class A exchangeable restricted voting shares (“Brookfield Reinsurance Class A Shares”). Holders of Brookfield Reinsurance Class A Shares is not going to be required to trade their shares for Brookfield Shares or take every other motion in an effort to obtain Supervisor Class A Shares. It’s anticipated that the Particular Distribution will lead to shareholders of Brookfield Reinsurance receiving the identical curiosity within the Supervisor that they’d have acquired in the event that they held Brookfield Shares straight and took part within the Brookfield Association. Because of the Particular Distribution and in accordance with Brookfield Reinsurance’s bye-laws, it’s anticipated that there might be no adjustment required to the trade issue for Brookfield Reinsurance Class A Shares. In reference to the Particular Distribution, the Supervisor will file a preliminary prospectus and a U.S. registration assertion. Shareholders are urged to learn any such paperwork after they turn out to be accessible, and every other filings made in reference to Particular Distribution as a result of they may describe the Particular Distribution intimately and can comprise vital enterprise, tax and monetary data.

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The holders of Brookfield Reinsurance’s class B restricted voting shares (“Brookfield Reinsurance Class B Shares”) are entitled to obtain the identical distributions as are paid on the Brookfield Reinsurance Class A Shares, and the Brookfield Reinsurance Class A Shares and Brookfield Reinsurance Class B Shares rank pari

passu with respect to the fee of distributions (if, as and when made by the board of Brookfield Reinsurance). Consequently, the holder of the Brookfield Reinsurance Class B Shares will even obtain Supervisor Shares within the Particular Distribution.

Following the Brookfield Association and the Particular Distribution, it’s anticipated that the Brookfield Reinsurance Class A Shares will proceed to be the financial equal of Brookfield Shares and can stay exchangeable on a one for one foundation.

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Particulars of the Upcoming Particular Common Assembly of Shareholders

Brookfield Reinsurance will maintain a particular basic assembly of shareholders on November 9, 2022 and shareholders of document as of the shut of enterprise on October 3, 2022 might be entitled to vote on the assembly. On the assembly, our Firm might be searching for approval from shareholders to authorize (i) the Particular Distribution to be effected as a capital discount leading to a return of capital and (ii) our Firm to vary its identify from “Brookfield Asset Administration Reinsurance Companions Ltd.” to “Brookfield Reinsurance Ltd.”

If the Brookfield Association doesn’t proceed, our Firm is not going to proceed with the Particular Distribution or the identify change. If the Brookfield Association proceeds however the capital discount is just not accepted on the assembly, then the Particular Distribution might be effected by means of a dividend with none return of capital.

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Following completion of the Association and the Particular Distribution, it’s anticipated that the Brookfield Reinsurance Class A Shares will commerce on the New York Inventory Alternate and the Toronto Inventory Alternate below the brand new ticker image “BNRE”.

The Administration Data Round in reference to the assembly will finalized and mailed shortly and people supplies will even be accessible on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.

Discover to Readers

This press launch doesn’t represent a proposal to promote or the solicitation of a proposal to purchase any securities, nor shall there be any distribution of any securities in any jurisdiction wherein such a proposal, solicitation or distribution could be illegal previous to registration or qualification below the securities legal guidelines of any such jurisdiction.

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Data on this press launch that isn’t a historic truth is “forward-looking data”. This press launch comprises “forward-looking data” inside the that means of Canadian provincial securities legal guidelines and “forward-looking statements” inside the that means of Canadian provincial securities legal guidelines and “forward-looking statements” inside the that means of the U.S. Securities Act of 1933, the U.S. Securities Alternate Act of 1934, and “protected harbor” provisions of the US Non-public Securities Litigation Reform Act of 1995 and in any relevant Canadian securities laws. Ahead-looking statements are usually recognized by phrases reminiscent of “anticipate”, “anticipate”, “imagine”, “foresee”, “might”, “estimate”, “aim”, “intend”, “plan”, “search”, “attempt”, “will”, “could” and “ought to” and related expressions. Ahead-looking statements mirror present estimates, beliefs and assumptions, that are based mostly on the Firm’s notion of historic developments, present circumstances and anticipated future developments, in addition to different components administration believes are acceptable within the circumstances. The Firm’s estimates, beliefs and assumptions are inherently topic to important enterprise, financial, aggressive and different uncertainties and contingencies concerning future occasions and as such, are topic to vary. The Firm may give no assurance that such estimates, beliefs and assumptions will show to be appropriate. Significantly, statements concerning the Particular Distribution, the identify change, the Brookfield Association, the timing of the mailing and submitting of the Firm’s administration data round, the preliminary prospectus/U.S. registration assertion of the Supervisor and different paperwork associated thereto, and different phrases and circumstances of the Particular Distribution are forward-looking statements.

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Sure dangers and uncertainties particular to the proposed Particular Distribution, the Firm and the Supervisor, might be additional described within the prospectus/U.S. registration assertion of the Supervisor. Different components, dangers and uncertainties not presently recognized to the Firm or that the Firm at present believes will not be materials might additionally trigger precise outcomes or occasions to vary materially from these expressed or implied by statements containing forward-looking data. Readers are cautioned to not place undue reliance on statements containing forward-looking data which can be included on this press launch, that are made as of the date of this press launch, and to not use such data for something apart from their meant goal. The Firm disclaims any obligation or intention to replace or revise any forward-looking data, whether or not on account of new data, future occasions or in any other case, besides as required by relevant legislation.

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About Brookfield Reinsurance

Brookfield Asset Administration Reinsurance Companions Ltd. (NYSE, TSX: BAMR) operates a number one monetary providers enterprise offering capital-based options to the insurance coverage business. Every class A exchangeable restricted voting share of Brookfield Reinsurance is exchangeable on a one-for-one foundation with a category A restricted voting share of Brookfield Asset Administration Inc. (NYSE: BAM; TSX: BAM.A).

For extra data, please go to our web site at bamr.brookfield.com or contact: